The Rainbow Factory
by Elli-Kagami
Summary: The famous Rainbow Factory has just been opened in Cloudsdale after five long months of careful planning. Scootaloo, needing help with developing her weak wings, goes there to seek help. They give her help, but something different lies within the factory... And it isn't a good kind of 'different'. Escape is not an option. There is only one chance. [Rated M for scenes][OCs included]


_**So, I'm aware that Rainbow Factory is a story that has been overdone to death. That's what people have told me, anyway. I'm not posting it for the hell of it, I'm doing it to see if I can receive feedback about quality of writing. I feel that this is different to the others, anyway. For a start, this chapter is around 9000 words, right? I have another 35000+ words to put up with six chapters pre-written, and it isn't even finished yet. I haven't read many Rainbow Factory fics, but I'm hoping that mine takes a different direction from the others. If I receive any whining about how 'overdone' this story is, or a sarcastic kind of comment that hints it's overdone, then I won't take that into consideration as an opinion because straight up, it's bullshit. I don't care about that - I seriously do not give a fuck. So save it, and just give me feedback on quality of writing or something like that. Thanks.**_

**...**

So this place... Let's talk about it. Rainbow Factory. Ring a bell? It should. Not many ponies live through that terrible nightmare, but a couple of ponies can share their experience as they go through it. It all ends at one point, that's for sure. And who knew that such souls whom were once innocent would be responsible for this traumatic nightmare?

**...**

I look up into the distance to see the place that many ponies were talking about. Ever since the plans were released five months ago, there's been non-stop talk about it. Five months is a long time from developed plans. However, here we are, five months later, on the day of its opening. It's supposed to be a brilliant training centre for pegasus ponies with weak wings. Why else would I be so hyped up? It apparently offers the best care in all of Cloudsdale. My good friend is involved with the running of this training centre, surprisingly. No surprise there, actually. She's the best pegasus flyer I know and nopony would argue with me on that. "Are you sure you want to go there? It looks pretty dull..." comments Apple Bloom, one of my best friends.

"I agree! There are surely other places to train your wings," agrees Sweetie Belle, my other best friend. I shake my head.

"You guys just don't want me to get my cutie mark, do you?!" I exclaim. Sweetie Belle and Apple Bloom had received their cutie marks. There wasn't much purpose for our little group, the Cutie Mark Crusaders, now that two members had their cutie marks. Sweetie Belle discovered her talent through drama and Apple Bloom's talent was apple related. Rarity, Sweetie Belle's sister, always lent a helping hand for drama costumes. Sweetie Belle leads in nearly all drama plays.

"It's not that, honestly!" Apple Bloom says.

"Then what is it?" I ask. I am still a weak flyer, even after two years. I feel so pathetic too because two whole years have passed. Another two whole years of being talentless... I suspected my destiny was to do with being the best flyer ever but it isn't possible right now. No matter what I try, my wings are still pathetically weak.

"I don't trust this new training centre," Sweetie Belle sighs.

"Just because you never want to see me get my cutie mark! I've crusaded for far too long, girls. My crusading ends here, okay?! I'll do this training for the three months that is accepted and then I'll come out with a whole new outlook on life," I reply. I'm angry at my friends. They clearly don't want their circle of attention to be broken by my new cutie mark. It's kind of disgusting. People still drool over their 'cool' cutie marks.

"You'll be gone for three months...?" Apple Bloom asks.

"Three whole months?!" Sweetie Belle squeaks.

"And no returning until I'm the next big flyer after Rainbow Dash," I reply.

"Is this why you're goin' there? So you can take after Rainbow Dash?" Apple Bloom asks.

"No, that isn't the reason!" I defensively say.

"So she's involved in it all though?" Sweetie Belle asks.

"So is Fluttershy. She may be a softie, but her flying sure is great," I reply.

"We're not mad at you and we do want you to get your cutie mark, but... Just be careful in there. Okay, Scootaloo? We don't wanna have to lose you," Apple Bloom says.

"Okay... I'm sorry. I promise, I'll come back safe and sound with a new attitude towards life," I reply. And that was that. I had to make my way up to the new training centre. I walk there since I obviously can't fly. So the way this thing ran was that weak flying ponies could give in their name to try and be accepted. On the day of opening, fifty ponies at random would be accepted and they would go on to train for a month. Twenty-five of those ponies go on to the second month and then fifty more new ponies are accepted for their first month. Only two ponies go head to head for the final month. That's all the information that was given out, but it's basically a survival of the fittest. I loved competition, so I was ready to face what was given.

I eventually get to the gates of the training centre. Or you know, the back of the crowd of ponies. The crowd is huge! I glance up at the tall building. On it, has giant letters which spells out: RAINBOW FACTORY. So that's its name... Rainbow Factory. It's a dark, metally coloured building. It looks pretty dull and gloomy for a fun, competitive training centre. Maybe it's brighter on the inside. A loud voice comes booming over the speakers. Everypony falls silent, waiting excitedly for the names to be read out. "We will now start reading out the names of the fifty ponies whom will attend Rainbow Factory's flight training academy for the first month. If you do not get picked this month, don't be disheartened. Next month may be the one for you."

"Please..." I mumble under my breath. I want to get in. I really want to earn my cutie mark. I know that this is my destiny, and this is the way to earn my mark. And so, it begins. I count how many names are being read out. I see faces light up around me. It comes to number forty-eight.

"Our forty-eighth lucky pony who will attend Rainbow Factory for three months is Scootaloo." I gasp. I did it! I got in! Lucky forty-eight! From now on... My lucky number is exactly that. Forty-eight. It means something special to me now. Two more names are announced and then the voice finishes up speaking. Ponies step aside to let us chosen gather. The gates open exactly five minutes after the names are announced. I'm at the back of the crowd and I suspect that was the best thing to do. We enter Rainbow Factory. It's a huge place and as I get closer in, I could see more training fields which were in sections.

"Ha-heeyy! Scoots!" calls my favourite pony.

"Rainbow Dash!" I happily exclaim. She's waiting at the front of the building.

"You made it! Good going, Scoots! This will be the top-tip way to gain your cutie mark; winning this competition!" Rainbow Dash laughs.

"Will you be leading some of the activities?" I eagerly ask.

"Not so sure on that one. But you'll love it inside! I had a sneak peek last week when I was appointed a member of staff for activities. It's got so many great resources and training guides. Well let's not just stand here like a couple of weird-looking ponies! Let's get inside and get these three months started!" Rainbow Dash replies, smiling. I smile too, and we both enter the Rainbow Factory. Rainbow Dash is correct. The inside looks stunning and full of colour which bursts with life. The shade of red on the walls is perfect; it's like they didn't even use paint. Haha! It looks great - it really does.

"So do we all get our own rooms?" I ask.

"Well yeah but there are rooms specifically for three people each. You'll get assigned to your room instead of being told on a huge long list of people. The first real training starts tomorrow. Today's just for you to get used to living here at Rainbow Factory," Rainbow Dash replies.

"Oh, I see..." I say.

"Here's your room number before I forget, kid!" Rainbow Dash says, and hands me a piece of paper with the room number on it by her mouth. "Just make a left here and then walk down the corridor until you see your room number. Trust me, you'll love the rooms. As for now, I gotta go, because I'm... Uh, I'm needed." It sounds like Rainbow Dash forgets her words completely. It's odd. She pauses at 'I'm' and then trails off. Then she just continues as normal.

"Okay, have fun," I say, with a mouth full of paper. I ignore what Rainbow Dash did, however. It probably was nothing and I'm just over-thinking because of Apple Bloom and Sweetie Belle. I wonder how they'll do without me for three months... Hmm... Hopefully they'll be okay. Besides, it's not like they'll forget about me. We've been best friends ever since that day Diamond Tiara held that terrible party in honour of her cutie mark or whatever it was. Funny thing is, her and Silver Spoon hardly ever talk any more. I don't know if she's involved with Rainbow Factory or anything. Anyway, it's not like she would be involved. This place is used to help pegasus ponies. Diamond Tiara wouldn't even help a pegasus, never mind an earth pony or magic pony.

I head over to my room, following Rainbow Dash's instructions on where to go. I keep on going with an awkward piece of paper in my mouth. I try to glance down at it but I find myself covering up part of the number with my mouth. I try to adjust it but the paper just gets even more wet as I try. I made it out clearly, eventually. My room number is... Oh! 48. Awesome! My lucky number... It certainly must be lucky if it's my room number for the next three months! Hah, awesome.

I push the door open with my muzzle, still awkwardly holding onto the piece of paper in my mouth. I must be the first one here, because nopony else is in the room. I puff out the piece of paper using my breath. There are three beds. I choose one of them, not really fussing on its quality or how comfortable it looks. It doesn't really matter to me; I probably wouldn't be sleeping much with all of this awesomeness to come!

I sit awkwardly in my room by myself for approximately fifteen minutes. When I see the clock strike 12:55pm exactly, the door swings open and I see two ponies standing at the door. They look close... For a split second, I swear that they look like doubles of Apple Bloom and Sweetie Belle. Gosh, I'm missing my best friends already. "Oh! Look. Our little room buddy is already here." The first pony to speak is a female. She has a black, plaited mane, supported by a dark blue ribbon. Her tail is short and is straight. She is a teal coloured pony. I think she looks really pretty, but the way she spoke... The tone of voice isn't very nice to say the least.

"Hmm, looks like she is. I wonder if she speaks." The second pony is coloured mint and has a vanilla-coloured mane which is styled into a bun with two pieces coming down both sides of her neck. Her tail is long-ish. She also looks pretty.

"Um... I'm Scootaloo." Those were the only words I manage to say. I don't know their expectations of friendship and how they should be treated. After all, my only two friends ever were Apple Bloom and Sweetie Belle. They were nice like me; I could sense that connection when we first met. But these are ponies from Cloudsdale and I didn't know much of the behaviour of these ponies. Rainbow Dash and Fluttershy were from Cloudsdale, though, and they're really nice.

"I'm Angel," says the mint coloured pony.

"And I'm Featherwing," adds the teal coloured pony.

"It's nice to meet you both!" I greet, smiling my best smile. They sneer and walk in the room. They are both pegasus ponies, of course. I decide not to push my luck with speaking. Their wings look big and pretty much developed so I don't know why they're here. Unless the Rainbow Factory also specialises in something I don't know of. My wings are still relatively small and that bugs me pretty much all of the time.

"These ponies look like a bunch of pathetic noponies. Ugh, I suspected this facility would bring along the beggars and desperate ponies," Featherwing scoffs.

"Ugh, tell me about it! Why can't anypony be nice like us?" Angel replies. Hmm. I wonder.

After spending many terrible and long hours with my two new 'buddies', I decide to glance out the window to see it's getting dark. I feel my stomach turn. I guess this is what it's like to be homesick, huh...? I keep my sighs and pity to myself, because I know for a fact that Featherwing and Angel wouldn't care at all. And if they find out that I'm homesick after about eight hours, they'd probably laugh. I don't care if they're bullies anyway. I'm not here to make friends or make enemies; I'm here to win the overall competition. Just as long as I don't get put up against Featherwing or Angel in the final, then I'm perfectly fine, thank you very much!

"This so-called caring factory isn't doing much for us - there's no room service at all! Who do they think they are?! We're important people! Well... You and I are, Angel. I'm not so sure about little Miss Pathetic-Wings over there," says Featherwing, looking my way. These ponies need to stop complaining, honestly. They're reminding me more and more of Diamond Tiara and Silver Spoon, back in the years when they used to bully me, Sweetie Belle and Apple Bloom. I wonder how they're doing now, speaking of the two bullies. I haven't seen them around Cloudsdale, which is good. Last I heard, they moved to Cloudsdale but I never saw them. I've been living in Cloudsdale myself for the past four months because of the Rainbow Factory opening. It excited me at the time, hearing all about its opening. And here I am right now, actually living the experience! Too bad the ponies I'm living with aren't as excited as I am. That just depresses me even more.

"Haha, you're right on that. We're the only important ones here, clearly. That little blank flank there won't even pass the first month," giggles Angel. _Clearly._

"And that's another thing. Why haven't you got your cutie mark yet? A pony of your age should have found what their destiny is by now, along with how to fly properly," Featherwing remarks.

"I don't know why..." I mumble, feeling worse about myself by the second.

"I'm surprised she hasn't got her cutie mark for being talentless. Haha!" Angel mocks.

"Please... Just stop..." I try, feeling tears of anger form in my eyes.

"Is that a challenge?" Featherwing asks.

"No, it isn't... I-"

"You what? Stop talking back to us like that! It's getting you nowhere and it's completely rude," Angel snaps, interrupting me.

"I will get my cutie mark some day! I came here to be a winner! I will show to you that I can win!" I yell.

"I'd love to see that happen, ahaha!" Featherwing exclaims. Her and Angel begin laughing evilly. It sounds awful and it makes me want to cry even more.

"Alright you lot! Break it up," comes a mature female's voice at the door. Featherwing and Angel stop laughing and I look up to see who it is. It's an elegant pony, who is tall and white. She has big white pegasus wings and a black and ginger coloured mane and tail. She wears a black hat along with purple glasses, including a matching purple tie which is held by a white collar. This blends in with her coat. Her blue eyes sparkle. She's... Beautiful.

"Who are you, barging into our room like this?" Angel scoffs.

"You may look like a cutie, but you sure are obnoxious, aren't you kid?" remarks the fully grown pegasus pony. She's obviously trained for ages. Her wings look so strong and amazing. I hope I look as good as that when I grow up...

"Kid?" Angel repeats.

"What, do I need to repeat myself? That's what you are, a kid. You'll be one of them for many more years to come in my eyes," she says.

"Ahah!" Featherwing mockingly laughs. Coco turns to Featherwing, who instantly shuts up.

"And is something funny, little missy?" she asks. Featherwing shakes her head.

"Who do you think you are?" Angel challenges.

"Last time I checked, I thought I was Coco. Still seems legit to me if you ask," says Coco. So that's her name...

"Well do us a favour and get out of our room," Angel says.

"Excuse me? I'm the training instructor here meaning I have more authority than you'll ever have in this place. Got it? I came in here because I heard that petty little argument going on. I don't take sides nor do I hold sympathy for mere subjects, but you really are two stuck up brats." Wow.

"Ugh, did you just call us brats?" Featherwing angrily asks.

"Apparently I just did. How 'bout you two go scoot on over to the bathroom? It's nearly bed time and I think you need to go wash out your mouth with soap and water," Coco says, hinting for them to leave. Featherwing and Angel roll their eyes and trot out of the room. "So kid, do you speak?"

"Oh... Um... Yes, I do speak. Thank you for-"

"There's no thanks necessary. I was just doing my job of keeping equality here at the Rainbow Factory. Anyhow... What's your name? You got one?"

"I'm... I'm Scootaloo," I reply.

"Well then Scootaloo! It's a pleasure to meet you. Lucky number forty-eight huh? For all you knew, you could have never been chosen to come here. This place takes flight training very seriously. You'll pull through, right?" Coco asks.

"I'm hoping so," I say. Because to be honest, I have no idea.

"And about those poor excuses of a pony... Just ignore them. They'll probably fail the first month," Coco says. I see a sparkle in her eye when she says 'fail'. Odd... Everything about this whole damn place is odd. "So, do you have any friends back home?"

"I had two friends from Ponyville. Apple Bloom and Sweetie Belle. They were the best friends ever but I think that they didn't like me moving to Cloudsdale for the opening of Rainbow Factory," I reply.

"Oh, I see. Are they pegasus ponies?" Coco wonders. I shake my head.

"They're just magic and earth ponies. Apple Bloom is the earth pony and Sweetie Belle is the magic pony. Thing is, two years ago... I never expected that Apple Bloom would sound so mature. She had the sweetest voice. And even now, I never imagined Sweetie Belle doing excellent magic which aids in her cutie mark career," I say, getting caught up in my own little world.

"They sure do sound special," Coco smiles. "Well, I gotta get going. Fluttershy needs me. Catch you around." She goes off in a hurry and says that sentence quickly. Did she say... Fluttershy? No. I was probably imagining it. Then again, it would be no surprise if Fluttershy actually was involved here. She's a great flyer, after all! Featherwing and Angel return to the room moments after Coco leaves. They glare at me.

"Just because you have your little friend there, it doesn't mean we'll go easy on you," Angel says.

"It doesn't give you a damn advantage if you got a big, strong pegasus on your side! Got it? What Coco doesn't know won't hurt her," Featherwing adds. I'm not stupid. I know that fact.

The next few hours seem to drag. I settle down into my new bed. It isn't the most comfortable thing in the world but maybe my brain is just making everything here seem horrible. No wonder, with the influence of Angel and Featherwing. I ignored their comments on how early I went to bed. To be honest, it isn't even early. It's 11pm, the time that I usually went to bed back in Ponyville. I stayed up even longer when it was a week before Rainbow Factory opening. I couldn't sleep because of my excitement. I close my eyes and block out the noises of Angel and Featherwing's talking, music, TV... Is it really necessary to have a TV on this late? Unless they're just trying to keep me awake on purpose; which is probably what they're doing. I grumble to myself and pull the blanket over my head.

I don't know how long I was asleep, but I know that I was asleep. I was sleeping quite peacefully, actually...

_I was having a dream about success. That success consisted of me winning the challenge of the Rainbow Factory. I had strong wings and sped around the track of the test which is of course all in my head. Rainbow Dash was in the crowd, cheering my name over and over. I heard hooves clapping together and I saw the faces of excited ponies who were in awe of my excellence. This was the weird thing. I even saw Apple Bloom and Sweetie Belle in my dream. They weren't cheering my name. They didn't even look happy. I was too busy focusing on them and this caused my back leg to get caught on a jumping fence which sent me tumbling to the ground. The crowd gasped. "N-No...!" I shouted. I had failed. Oh no... What was going to happen to me? The first thing I saw was Rainbow Dash landing beside me and staring down at me. I had failed her..._

_"I'm so disappointed, Scoots. You had it in you... But no! You failed me. You're not just dead to Cloudsdale now, you pathetic pegasus; you're dead to me!" Rainbow Dash yelled. I felt tears grow in my eyes. I looked over at Apple Bloom and Sweetie Belle, who were now laughing at my misery. I always feared being rejected by my biggest idol and now it was happening. This is a weird part... Rainbow Dash held a bucket full of ice above my head. She dumped it on top of me._

"AH!" I scream, my eyes jumping open. A bucket of ice actually has been poured over me. By... Oh, of course.

"Ahahah!" I see Featherwing and Angel fall to the floor with laughter. Ugh, what time is it? And why are they even doing this?!

"She-so-totally-fell-for-it!" Angel shouts, her words coming out extremely fast and mixed together due to her hysterical laughing.

"What a blank flank freak! This is the only thing she'll be worth. How about you get your cutie mark in being a gullible loser?" Featherwing asks, smirking. Ah, forget their attempt at a joke... I brush the ice off the bed which lands back in the bucket. At least that dream wasn't real. It was such a nightmare; being rejected by the one who I love and see as a big sister. I never really had any family, so Rainbow Dash came extremely close. And the idea of being rejected by her...

"Please, be gullible more often. It gives us the pleasure of laughing at your expense," Angel says. I glance towards the clock on the wall. 2:35am? Oh man, how late do these two want to stay up?

"All that laughing at a nopony makes me tired. How unfortunate," Featherwing says, giving a yawn.

"Yeah, I'm hitting the hay. Good night, loser," Angel replies, glaring my way when she says 'loser'. I choose to ignore them. I won't need them after these three months. Why? Because I'll get through to the third month against somepony who actually matters. Coco is right. They won't survive the first month. Angel and Featherwing finally get into bed.

I can't sleep now. Why do they have to ruin everything for me? I might talk to Rainbow Dash tomorrow. Maybe she can help me get my room moved since she works here. Within five minutes, Featherwing and Angel are asleep which is surprising. If I was younger, I'd probably make an attempt to prank them back. For a split second, the thought of payback is extremely tempting, until I hear some sort of machine crank up. It sounds stiff and as though it hasn't been oiled for a while at first, but then it starts moving with more control. It isn't that loud, but I consider myself to have good hearing compared to others. I can hear the slightest sounds, and this sound is one of them. I start hearing more gears of it moving. Why would a piece of factory equipment be fired up at this time in the morning? Surely there's no more use for it right now - even though it's unknown to me what that piece of machinery actually is. Although it's most likely forbidden to exit rooms at night time, this sound intrigues me and makes me curious to know what it is. I make sure that Featherwing and Angel are actually asleep and not just pretending to be asleep so they could prank me again. Okay, so they really are asleep. Good.

I get out of bed as quietly as possible. Even though the two ponies are asleep, they could be woken up easily. Also, I run the risk of waking up any other pony in the block. I creep across the bedroom and reach the door handle. I pull it down slowly to avoid any noise that might be created from it. I also have to be careful because it's night time, which means the littlest of sounds can be heard with ease. I push the door open with my muzzle. Don't ask why, I just do it. Okay? I creep along the corridor, following the source of the noise from the machines. I walk to the very end of the corridor and come to a lift. Really? That seems kind of... Easy. But if I want to get to somewhere that machines are, there must be a secret place and the lift probably needs to have a secret code put into it. Too bad I don't know it. I press the lift button, taking the chance that it wouldn't create any noise. To my surprise, the button makes no noise, nor does it light up. At first I think it's broken, but then the doors to the lift open. I walk into it carefully and scan the list of rooms on the panel. Floor 1... Floor 2... Floor 3... Floor 4... Wait. Boiler Room? It seems worth taking the chance. I press the noiseless button and the doors close. I expect it to go at a normal pace. "Ahh!" I gasp, as the lift goes shooting downwards at top speed. I nearly topple over as the lift comes crashing to a halt. The doors thud open and I trot out. Geez, what a crazy lift.

I start to acknowledge what is around me. All sorts of stuff... I can hear the machinery clearer now but I also hear creaking of wood and expanding metal from boilers. It's cold down here... I continue walking towards the noise of the machinery. It is pitch black too, so that doesn't really make me feel comfortable. I consider turning around and going back to where the lift is, but I don't want to chicken out. I can't see too far ahead of me. I squint my eyes but something bumps into me. "Ah!" I gasp at the same time as the other thing before me. I can see the figure clearly now; another pony. We've bumped into each other and have fallen flat on our flanks.

"My glasses...!" cries the pony. It's a female voice. She stands up before me, but it only takes me about two seconds to get back up after her. I observe the pony in front of me. A grey and white mane tied up in a side plait, a matching tail, blue glasses and a pearl necklace. There's no mistaking it... Is that really...?

"Silver Spoon?" I ask.

"I don't believe it... Scootaloo! What are you doing here?" Silver Spoon asks, seeming disgusted.

"I could ask you the same thing," I reply.

"Why are you down here? You little blank flank freak, you'll mess everything up!" Silver Spoon shouts.

"Well hey, don't start yelling at me. You're down here too," I say.

"Because I have a purpose here! Go on, get the hell back to your room before they see you," Silver Spoon orders.

"Who?" I ask.

"Hahah..." comes a sudden laugh. Two more ponies emerge from the darkness. They are both tall and dark green and have matching long horns for magic, and beautiful, wide wings for flying. The female has a long and flowing white mane with a long tail, and the male has a short white mane with a tail matching the female's. Their eyes are creepily red. Silver Spoon walks in reverse and hides behind the two tall ponies.

"W-Who are you?" I ask, starting to feel intimidated by the two ponies. Oh no... What have I got myself into? These ponies could do anything to me!

"Did this kid seriously just ask who we are, Snowflake?" asks the male, looking at the female. The female is Snowflake, it seemed. The two let out an evil laugh, which makes me put one back leg behind me, as an instinct. I have to run if it gets any worse. I see a flash of lightning, which reflects its light across the pitch black boiler room. The only thing that stood out with these two are their eyes and manes.

"I believe she did, Snowcone," says Snowflake. And the male is Snowcone.

"P-Please... Don't hurt me. I didn't mean any harm!" I beg.

"Don't worry, we won't hurt you. Much," smirks Snowcone. No... No...! I can sense the danger. Why am I so stupid? Why must I be so eager in everything I do? I'm so stupid...

"Come here, sweetie. I wanna see those fabulous wings of yours..." Snowflake whispers, in the softest tone there was. I know it is put on, however. Snowflake runs her dark green hoof along my wing, which isn't much bigger than it was two years ago. What a nice reminder.

"Silver Spoon, what an excellent find. You know, kid, we don't go too lightly on those who are trespassing in areas where foolish little pegasus ponies do not belong, nor are they wanted in those areas," Snowcone says.

"I'm sorry... I just heard the machinery, and-"

"And you stuck your pathetic little muzzle in where it doesn't belong!" Snowcone interrupts, his tone getting angrier. Oh my...

"I really am sorry!" I whine.

"Snowcone, dear brother, let's treat our experiment with some sort of respect. After all, her wings are magnificent," Snowflake calmly says.

"Whatever you say," Snowcone says, letting out a frustrated little sigh.

"So... What's your name, honey?" Snowflake asks.

"S-Scootaloo," I shakily reply.

"What a gorgeous name. Now, Scootaloo... Would you accompany I and my brother through to the main factory room?" Snowflake requests. She doesn't seem as harsh as her brother... But can I trust them? Maybe their intentions aren't all that bad.

"W-What are you going to do to me?" I ask.

"We're going to-"

"Shut up!" Snowflake interrupts, cutting off her brother. "Ignore my brother, he can be hot-headed and an irrational idiot at times. We're going to let you take a look at this machinery to fill your heart with wonder. That's what you wanted, right?"

"I guess so..." I mumble. After all, that is why I'm down here so late.

"Fantastic!" Snowflake beams.

"W-What should I do, Snowflake?" Silver Spoon asks, shyly.

"Don't ask what you already know, you stupid fool!" Snowflake snaps. Silver Spoon whimpers and rushes on ahead through to the main factory room. It seems as though Snowcone is biting his tongue the whole way through. "Follow me, Scootaloo." Snowflake and Snowcone start walking back to where they came from. I trot along beside them, unsure if I'm doing the right thing or not. I don't want to fire up Snowcone, that's for sure. It takes a couple of minutes to get to the doors. They're huge, and look exactly like the doors for the main entrance, yet smaller. Snowcone pushes the door open with her hoof and lets me go in first. Oh wow...! This room is huge! I stare up to see how big the room is exactly. The room is extremely tall; Snowcone and Snowflake look tiny compared to the endless amount of room. I observe the main factory room. The machines I heard distantly from my room are now as clear as anything.

"Wow..." I mumble. "Do you two ponies control all of this by yourself?"

"Yep, with the help of our pegasus device," Snowflake replies. That name sounds awesome! Hehe. The room is filled with splashes of rainbow everywhere. "Now, watch this." I watch as Snowflake goes over to the section which contains huge metal pots.

"What's that?" I wonder.

"This is the mixing station, where each individual colour of the Spectrum goes. But how a rainbow is made is top secret, unfortunately," Snowflake explains.

"Unfortunately..." I hear Snowcone mutter, and also I see him roll his eyes. Hmm. Snowflake powers up her horn and gets a tiny pot of some kind of red paint. It has a rainbow logo on it. She tips it over Snowcone. "Snowflake!"

"Haha, liven up!" Snowflake laughs.

"Okay, that is sick!" Snowcone snaps, covered in red paint. How is it-? I don't want to know, actually.

"Now watch, Scootaloo. These pots of paint are poured into a special moulding kit which sets the rainbow as a flat piece of... Well, just dried paint, really. From there, it's carried high up there-" Snowflake points up with her hoof. "-and then it gets used to the environment, where all the mist and clouds are. It settles there for a couple of minutes and then some special machinery is used to get rid of any extra bits, and finally it's sent through that chute and rushes up to the sky. It's beautiful, isn't it?"

"It really is... So that's how rainbows are made. Ooh! Ooh! Can I make one?!" I exclaim, getting over-excited.

"Well... I think it's time you head on over to bed," Snowflake says, hesitating.

"Aww!" I whine.

"Sorry, Scootaloo. Maybe some other time, okay? After the first month is up, we send out a celebration rainbow which is extra special for those unfortunate ponies who lost the competition. Maybe you could help out on that," Snowflake replies.

"You think I'll make it past the first month?" I ask.

"Why of course. Well go on then, off to bed! I'll accompany you if you wish," Snowflake offers.

"No, Snowflake! It's fine, Silver Spoon offered. Didn't you?" Snowcone asks, interrupting. Silver Spoon darts up to Snowcone and Snowflake.

"Y-Yes, sir! Of course, sir!" Silver Spoon says, instantly agreeing. She seems... Scared of the two?

"Ah, I see. Well, okay. Good night," Snowflake says. Silver Spoon opens the door and lets me out first. I leave the factory and then Silver Spoon shuts the door behind her. I hear Snowcone and Snowflake talking, but can't hear it properly.

"Why did you let her go?! We could have finished...she's going to ruin..." What? As I get further away, I can't hear any more talking. Hmm...

"So... How did you like the Rainbow Factory's main room?" Silver Spoon asks. She sounds tired.

"It was fantastic! Seeing how rainbows are made," I say, smiling.

"Yep... Pretty interesting," Silver Spoon agrees, seeming slightly uninterested.

"So what made you come here? I mean, since you're not a pegasus," I ask.

"Oh. It's something I have to do for community service. I volunteered and stuff, but I never imagined I'd be here. You see, me and Diamond Tiara had an argument a few months ago, so I've been trying to keep my mind away from crawling back to her. As I see it now, I'm glad that we had that fight. It made me realise how bad she was. And I apologise for calling you a blank flank earlier; I was just annoyed at old memories coming back to me. About Snowcone and Snowflake... They're always horrible to me. They said if I mess up my job, they'd make a rainbow out of me. I'm not exactly sure what that means, because whenever they were making rainbows during the day, they told me to get out of the room and go clean up the office or something," Silver Spoon explains.

"Make a rainbow out of you...? That's... Weird," I say.

"Isn't it? I really don't want to work here. The machinery constantly running and those mysterious little shouts I hear at night sometimes... Also, I go to bed at 4am, due to Snowcone and Snowflake's commands. It makes me really sleep deprived, but I just have to do it in case they decide to 'make a rainbow out of me' or something," Silver Spoon replies, then gives a yawn.

"I wish I wasn't in the room that I'm in. Do you know Featherwing and Angel?" I ask.

"No, I don't," Silver Spoon says.

"Oh... They're horrible to me. I have no friends here," I sigh.

"Well, it's a compliment if Snowflake thought you could survive the first month. The way I look at it, you don't need friends in a place like this," Silver Spoon said.

"Silver Spoon... Do you think we'd ever be friends?" I shyly ask. It's worth asking.

"Who, you and me? F-Friends? No way... I'd never be friends with you! Just... Just get the hell back to your room, okay?!" Silver Spoon snaps, seeming embarrassed. I don't blame her. I just ruined my chances.

"Silver Spoon, I'm sorry!" I try. Way to go...

"Just go!" she demands. I sigh and press the button for the lift. Silver Spoon trots off. I can hear the echo of her hooves as she walks away. The lift doors open and I step in to it. I press the button for Floor 1 and it goes at normal speed when going up. Luckily. I'm tired now and just want to get some hours of sleep. It was 3:10am when I saw the clock outside of the lift down at the Boiler Room. I make my way silently through the corridor and back to my room. I accidentally slam the door, forgetting all that I had previously done. What, am I some kind of mindless idiot now?! Geez Scootaloo, what's your problem! Angel and Featherwing jump awake. Angel rubs her eyes and Featherwing yawns.

"Hey, you! Blank flank freak, where do you think you've been?!" Angel demands. Is she the room monitor or something?

"I... I went out for some water," I lie, but make myself sound convincing.

"Ugh, well next time, just dehydrate! It saves us the trouble of waking up because of you slamming the door shut at full force," Featherwing scoffs. I ignore her and simply go back in my bed. Ah, sweet comfortable bed... Wait. I feel ice. For the love of-!

**...**

**Time Skip**

**...**

I find myself half awake because of the sound of a drum being hit loudly and a trumpet playing some sort of bizarre tune. Why... Why does it feel like I've only slept for ten minutes? I glance over at the clock. 8am? Lies! That was NOT five hours! I swear, it was not! Angel and Featherwing wake up moments later, grumbling. "Uugh! Turn off your alarm clock, you blank flank freak..." groans Angel.

"If it were my alarm clock - which I don't have - it would be louder and much more annoying to guarantee your anger being sparked," I bluntly say, just as tired as them.

"Why do we have to be up so damn early for?" Featherwing demands, shoving the blanket off her. I get out of bed first, followed by Featherwing and Angel. I resist the urge to laugh at how ridiculous their manes look. Daaang, somepony's been tossing and turning. The drums and trumpet eventually stop. That must have been some kind of morning bell, telling us to get out of bed.

"I wish that sometimes I had a horn to do my mane for me," Angel complains, grabbing stray clips with her mouth from her mane. There's one thing I never forget to take around with me. It's a magic-lookalike brush. Sweetie Belle gave it to me for my birthday last year. What you do is, you press a button on it and it levitates by itself and looks like magic is actually being used on it. However, it's a rare thing, so hardly anypony knows what it is. Sweetie Belle got it off Rarity, but she really wasn't interested in it. So, I got it. I wasn't really interested in it either, but realised I could play pranks with it. I pick it up in my mouth off the side of my cabinet, and bite down into the button that starts it. I pretend to control it with an invisible horn, to fool Featherwing and Angel.

"Hum hum humm..." I mumble, brushing my mane with it. I see Angel and Featherwing stare at me.

"How are you doing that?" Featherwing asks, confused.

"Doing what?" I reply. I'm very convincing, so I can keep that smirk off my face.

"How are you using that brush without any magic?" Angel asks. I control it to go back in my mouth and then I secretly bite down on the button. I take it out. Another great thing is, it's magic proof. So if anypony wants to try it with magic... Hah! Good luck.

"Wanna try it for yourself?" I ask, putting it forward. Angel snatches it before Featherwing can take it. She tries her best to 'control' it with 'magic', but it of course fails.

"This stupid thing's broken!" Angel shouts, outraged.

"You're using it wrong, that's why, idiot!" Featherwing remarks, and grabs the brush off Angel. I try my best not to laugh. Featherwing also tries to control it. It doesn't work, which annoys her.

"It's fine. Not everypony can use it like I do." I take the brush and put it in my mouth and pretend to fuss with my mane before using it again. I bite down on the button and pop it out of my mouth. The button is on the inside too, so you need a good eye to see it. I giggle to myself and make it go on the table. I make it land on top of something to stop it from levitating. Genius!

"Ugh, whatever. I didn't want it anyway," Featherwing says. Well that's a lie.

"Yes you did, you jealous freak," Angel scornfully replies.

"Jealous? What would I be jealous of? Just because you actually fell for that stupid brush trick!" Featherwing shouts.

"You fell for it too, moron!" Angel argues.

"Oh yeah?" Featherwing asks, and yanks on Angel's tail. She whimpers loudly. Oh god, this is gold. Payback at its best!

"What was that for?!" Angel demands.

"For you being an airhead!" Featherwing replies.

"You're gonna have no tail by the end of today!" Angel threatens, and pulls hard on Featherwing's tail with her mouth.

"Oooowwch!" Featherwing squeals.

"LADIES!" snaps a female's voice. I look at the door, to see Coco standing there. Oh phew... It's only Coco. "Honestly, you're acting like a bunch of fillies! Didn't you hear the freaking announcement? All ponies out on the main field, NOW! Move your sorry little flanks before I kick them there myself!" She looks over at me. "Oh, of course not you, Scoots." Coco winks at me and I smile. I trot proudly out of my room and follow Coco down to the main field.

"Thanks for getting us outta that one, Coco," I laugh.

"No problem! Looks like I stumbled upon a fight, huh? What happened?" Coco asks.

"I dunno. They were arguing over a silly little brush that does levitating without magic," I reply.

"Hahaha! That's a priceless way to get them two ponies back for their rude behaviour! I'm sorry - That's just so funny! Ahh, kid, you're brilliant," Coco says, laughing. I giggle. We arrive at the main field in five minutes. It is huge and very grassy - it also consists of lots of jumping fences, tracks, and other training related items. This isn't going to be an easy competition, is it? I have never seen anything like it in my life. I'm prepared of course, but... The Rainbow Factory will be the biggest challenge of all time for me, won't it? I'm so ready to do this!

I make my way over to the crowd of ponies that have formed a circle around Coco. She stands in the middle, making a clipboard levitate to the side of her, and a hoof-held microphone to the other side of her. "Hello, everypony, and welcome to the Rainbow Factory. This is your first month, and you're all lucky little ponies. Just because you were chosen it does not mean you're any better or any worse than me; it means you have the ability to do anything you want here. I'm not better than all of you ponies here. No no... In fact, we're on the same level of ability. I've just been trained for years which required hard work and determination. That just makes me more able than you in terms of intelligence to do with flying. However, that is not a bad thing at all. You're here so we can start building up your intellectual ability for being the best pegasus at this factory! If you don't make it past this month's training, then you are simply not fit to be a pegasus of full potential. These tasks may seem hard, but they are technically very easy if you have the determination," Coco explains. I listen thoroughly; acknowledging all of the information as much as I could. It's pretty simple in small talk. We can pass, just as long as we stick to it the best we can. I know that I could do it. I have faith in myself.

After fifteen minutes of being introduced to the ins and outs of Rainbow Factory, Coco leads us all over to the first task. "We are now going to test your abilities of being able to clear some clouds using swift wing motions, to fly dodging any obstacles, to fall - this means you must be able to drop when required and lastly, to complete the track. One by one, you will have thirty seconds to a minute to do this," Coco says. Oh boy... I hope I can do this. Rainbow Dash taught me how to clear clouds a couple of times. She taught me how to avoid anything in my way, but I'm not sure about the whole falling part. "First - Moon Beam. Clear; fly; fall; complete." The first pony, Moon Beam, walks shakily up to the starting point. She has a dark blue coat, and the colour is sometimes associated with night time. Her cutie mark is a moon which had its light glimmering brightly. Moon Beam stretches her wings and prepares. "Well? We haven't got all day!"

"S-Sorry..." she whispers. It is deadly silent, so we can hear everything that went on. Moon Beam lifts herself up by her wings and begins racing forward. I can see where this is going. She's going far too fast. She manages to clear all of the clouds.

"Clear!" Moon Beam looks like she was getting ahead of herself; the 'whooosh' of her wings beating against the air provides evidence to that claim. An obstacle pops quickly in front of her, and she smacks straight into it.

"AHH!" Everypony gasps at the sound of Moon Beam's cry of pain. Moon Beam falls to the ground. I hear the sickening 'clink' of a broken tooth falling to the ground.

"Simply uncalled for... Go on, get over to the side before you do any more bloody damage," Coco scowls. Moon Beam trails over to the side, her head hanging low. "Second - Silver Cloud. Clear; fly; fall; complete." The second pony walks up to the starting point. He looks confident. Almost too confident...

I watch as he picks himself up with his wings and flies off at a steady pace. He clears the clouds with ease and passes the obstacles in a breeze. "Clear! Fly!" Silver Cloud starts picking up speed and comes to start his fall stage. However, he quickly loses control and falls to the ground. Oh my... This is some tough competition. Ponies keep falling. One by one, I see ponies pass and fail. Only fifteen complete the course easily, yet twenty fail. They need training, clearly. However, I'm not one to judge, since I haven't been yet. That, and I can't fly for feathers.

"Featherwing. Clear; fly; fall; complete." It's Featherwing's turn. I wonder how she will do. I mightn't care for her all that much since she's a bully, but... I wonder how good her flying is.

"I am so ready to do this," I hear Featherwing say. She prepares herself and then picks herself up with great elegance. She gracefully, yet with speed, clears the clouds.

"Clear!" Featherwing looks as sharp as ever, keeping an eye on everywhere in front of her. At any moment, an obstacle could pop up out of nowhere. However, it looks like she has cleared all of the obstacles. Coco doesn't shout out 'Fly!' though. A sudden obstacle springs up, and smacks right into Featherwing's left wing. I hear a crack noise, a crunch then a loud thud. Nopony makes a noise.

"My wing!" Featherwing screeches, sounding as though she was in agony. Her crying is loud. Has she broken her wing? Oh god. That's the worst thing that could happen. Coco doesn't seem to care; she leaves Featherwing there in agony.

"Move out of the way, you stupid pony! You're blocking the way for others!" Coco yells.

"I've broken my wing...!" Featherwing cries.

"Move now, you poor excuse of a pegasus, before the other one is broken too!" Coco threatens. Featherwing somehow gets up and walks off the track. Nopony is brave enough to help poor Featherwing. I feel sorry for her, to be honest. It must be awful... Is this what the Rainbow Factory is like? A place of where help is shunned upon? It better not be...

"Aren't you even going to help her?" asks Angel, all of a sudden.

"Excuse me? Did you just interfere when this business is not your own?" Coco questions, in a loud voice.

"Are you just gonna sit here on your fat flank when my best friend is in excruciating pain?!" Angel growls, growing angrier by the second. Her voice is shaky; it is obvious she is going to cry herself. All we can do is watch, unfortunately.

"Aww, how pathetically cute!" Coco patronisingly comments.

"Don't ignore me!" Angel screeches, in an attempt to make herself heard. It's like she thinks screaming will get her attention.

"Okay, I've had enough of your god damn back talk. Rainbow Dash, take these two little freaks away! Now!" Coco orders. Rainbow Dash...? She comes flying down to where Angel and Featherwing are.

"Right, you two. You better follow me, and you better do it NOW before you have two broken wings each and no sanity left to spare!" Rainbow Dash growls. No...! Why is Rainbow Dash doing this? Angel and Featherwing whimper.

"I can't fly properly..." Featherwing whispers.

"Tough crap!" Rainbow Dash snaps. They eventually get away and training is resumed. What have I just seen happening to Rainbow Dash? I try not to dwell on it. It will only pain me even more. I've just seen the true colours of Rainbow Factory... And I don't like them.

"Okay. Next up is Scootaloo. Ah! Scoots. Good luck, kid!" Coco laughs.

"Heh, thanks," I say, putting on my best fake laugh. I prepare myself. No way would I let myself fail now. I'm not gonna piss off Coco, even if she does like me more than anypony here. I open my wings, and surprisingly, my wings pick me up and I find myself flying swiftly. I clear the clouds.

"Clear!" I see the obstacles popping out left, right and centre but do my best to actually avoid them. I am surprised at myself. "Fly!" I drop at an appropriate level and manage to do a backflip-loop in one, which makes the crowd gasp. Wooah! Since when could I do that? I keep myself only inches from the ground. "Fall!" I go back to proper flight level and land swiftly at the finishing point. "And complete! Way to go, Scoots!"

"Hah! I actually did it! Yes!" I exclaim, happily. Thank you, my wings of awesomeness! I fly over to the rest of the winners.

"What are you looking so excited for?" asks Silver Cloud, glaring at me. I gulp.

"N-No particular reason..." I mumble.

The rest of the ponies take their turn and the first task is eventually over. The only ponies who are taken away are Angel and Featherwing. Everypony else remains where they are. I have to admit, I am pretty concerned for the two of them.

We are dismissed at 12pm, in time for lunch. I decide to stop on over by my room first, to see if Angel and Featherwing have returned there. I push open the door, expecting the two of them to yell at me for interrupting, but... Nopony was there. I walk into the room with my back facing the door. I jump, hearing the door shut behind me. I turn around. "O-Oh! Silver Spoon... It's you..." I said.

"I hate to tell you this, but..." Silver Spoon says, in a low voice and staring at the ground. She slowly looks up at me, and I can see an almost evil look in her eye. Our eyes are connected by this point, but remain silent. I wait for Silver Spoon to speak. And then, it just happens... "_You and your friends are going to die."_

**...**


End file.
